Mar-22-2012 11:45 AM

Mar-22-2012 11:45 AM Academic Affairs 9728836764 1/2 R€se not_ ta- Lou e c- • prudent investments, investments, with respect to any one or more of the Family Investments. The Trustees may, but are not required to, take into 2 account the Family Investments when determining and implementing 3 an asset allocation policy for the Trust, providing sufficient information regarding partnership • strs is provided to the Trustees. 4 However, if the Trustors (or Trustor if only one Trustor is living and has legal capacity) direct in a writing delivered to the Trustees that 5 there shall be a sale or other disposition of any one or more of the Family Investments, the Trustees shall follow that written direction. 6 The Trustees shall not be liable to any beneficiary or other person for 7 following such written direction. In the event of a liquidating distribution from the Zaffaroni Family Partnership, the Trustees shall 8 agree upon those securities which constitute Family Investments, if any. As used herein, "Family Investments" shall mean limited 9 partnership interests in ZAFFARONI Family Partnership, investments in privately held of publicly-traded stock issued by companies in 10 which the Trustors played key roles as founders or otherwise, 11 including, but not limited to, Oxonica PLC Ordinary shares (private placement) and Xenoport, Inc., and securities issued by Digital 12 Arts/Gallery Systems, Alivita, Inc., and Technogen Managers, LLC." 13 14 15 16 17 18 -19 20 21 22 23 24 25 26 27 28 2. Approval of Waivers of Accounting and Consent to Petition. For good cause appearing, the consents to the underlying petition and the waivers of accounting by (i) VERA SPRINKEL, as court-appointed Conservator of the estate of income beneficiary ELISA ZAFFARONI; (ii) ELISA ZAFFARONI, income beneficiary; (iii) LIDA ZAFFARONI, as the conn-appointed Guardian Ad Litem for ELISA ZAFFARONI's unascertained issue; (iv) MRS. LIDA ZAFFARONI and DR. ALEJANDRO C. ZAFFARONI, as Trusters; (v) ALEJANDRO PETER ZAFFARONI, an adult remainder beneficiary, and (vi) CHARLES ALEJANDRO ZAFFARONI, an adult remainder beneficiary, for all periods prior to July 30, 2008 are hereby approved and ratified. 3. Release of Liability and Affirmation of Transactions. For good cause appearing, the releases of liability and affirmations of transactions by (i) VERA SPRINKEL, as court-appointed Conservator of the estate of ELISA ZAFFARONI; (h) ELISA ZAFFARONI, income beneficiary; (di) LIDA ZAFFARONI as the court-appointed Guardian Ad Litem for Fr ISA ZAFFARONPa unascertained issue; (iv) MRS. LIDA ZAFFARONI and DR ALEJANDRO C. ZAFFARONL as Trustors; (v) ALEJANDRO PETER ZAFFARONI, an adult remainder beneficiary, and (vi) CHARLES ALEJANDRO MUMM814 - 12 - ORDER APPROVING MODIFICATION OF TRUST EFTA01175291 Mar- 4G- 4U1G 11:46 AM Academic Affairs 9728836764 2/2 • • 1 ZAFFARONI, an adult remainder beneficiary, to release Petitioners and discharge them 2 from liability pursuant to California Probate Code §16464 are hereby approved and ratified. 3 IT IS SO ORDERED. 4 5 DATED: (41,14 , 2008 • 6 7 8 9 10 11 12 13 APProv 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 ELISA ZAFFARONI Submitted by: mAt T. SCHOKNECHT Attorneys for Petitioners MATILDA NIERI and ANA LEECH as to form: bert Brad Esq., Attorney for in, Esq., Attorney for ANDRO PETER ZAFFARONI and CHARLES &:-/1 actil David Packard, Esq., Attorney for James Mitchell, Esq., Attorney for VERA SPRINKEL, Conservator of the DR. 4 ANDRO C. ZAFFARONI, Estate of ELISA ZAFFARONI LID FARONI, and LIDA ZAFFARONI in her «ty as Guardian Ad ',item 7011617.380 - 13 ORDER APPRoviNo MoDwicAnoN OP TRUST EFTA01175292